This case presents the narrow issue of whether active partners may retroactively modify retirement benefits pursuant to a general amendment provision in their partnership agreement to the detriment of retired partners who had completed the requisite years of service and were receiving retirement compensation under the agreement. This issue is framed by cross-motions for summary judgment of the plaintiffs, retired partners Frank H. Abbott and Vincent P. Haley, and defendant law firm Schnader Harrison Segal & Lewis LLP.1 For the reasons set forth below, the plain*227tiffs’ motion on their breach of contract claim is granted, and Schnader’s motion is denied.
BACKGROUND
Schnader is a law firm founded in 1935 and headquartered in Philadelphia, Pennsylvania. Stipulation at ¶3; declaration of Ralph G. Wellington, Esq. ati3. Abbott’s career at Schnader spanned 44 years, first as an associate for 11 years and then as a partner from 1960 through January 1,1993. Haley likewise worked at Schnader for 40 years, as an associate from 1959, and then as a partner from 1968 until January 1, 1999.
On May 31, 1984, the parties entered into a partnership agreement that is at the center of the controversy in this case.2 The agreement addressed a variety of issues of partnership management such as the partners’ capital and drawing accounts, division of profits and election of the firm’s executive committee. The parties’ dispute, however, focuses on the relationship between an amendment provision in article II, section 2.06(d) and article VII, which grants retirement benefits for firm partners who have served for 25 years.
Article VII was titled “Retirement of partners” and provided for income benefits for retired partners who satisfied certain conditions. According to section 7.04, *228those partners who had given 25 calendar years of service to the firm were “entitled” to “retired partner payment benefits”:
“Section 7.04. Minimum years of service. A partner must have at least 25 full calendar years of service with the firm as a partner or as an associate (which need not be consecutive) to be entitled to the full retired partner payment benefits provided under this article.”
These “benefits” are more fully described in agreement section 7.02, which, prior to December 1999, read as follows:
“Section 7.02. Income of a retired partner. For each year a retired partner shall receive from the firm, payable money, an amount equal to 30 percent of the average of the partner’s five highest annual shares of partnership income during the seven years prior to the effective date of his retirement (subject to section 7.03)3 as shown on line 1, ordinary income (loss) (or any successor line or provision) on such partner’s federal schedule K-l (or any successor schedule), as adjusted for any amounts included on such fine paid by the firm that are not charged or credited to all partners on a per partner or proportionate basis,4 for such years, subject to minimum *229and maximum annual amounts of $50,000 and $100,000.”5
In a totally different section, the agreement outlined “votes required for certain actions.” Agreement §2.06. The vote required to amend the agreement was 75 percent . . . .” Agreement §2.06(e).6 Both parties concede that under this provision only active partners may vote on amending the agreement. N.T. at 27; plaintiff’s response memorandum at 2.
Under the benefits provisions of article VII, effective January 1, 2000, Abbott would have been entitled to receive benefits at an annual rate of $91,745.76 under the pre-December 1999 agreement. Stipulation at^23. This amount would have increased to $94,257.76 on March 31, 2000. Id. For Haley, the corresponding amounts would have been $91,990.96 and $94,509.67. Id. at^26.
On December 23, 1999, the partners enacted a series of amendments including one that revised section 7.02 to read as follows:
“(a)(i) A retired partner whose effective date of retirement was prior to January 1,2000 shall receive from the firm the lesser of (x) the amount which he or she was receiving on an annual basis during calendar year 1999 and (y) $50,000, on an annual basis, payable monthly, during such retired partner’s lifetime but not to exceed a period of 10 years from the effective date of his or her retirement....
*230“(b) Subject to the provisions of section 7.02(a), the amount of annual payments to a retired partner shall be initially calculated as 30 percent of the average of the partner’s five highest annual shares of partnership income during the seven years prior to the effective date of his or her retirement (subject to section 7.03) as shown on line 1, ordinary income (loss) (or any successor line or provision) on such partner’s federal schedule K-l (or any successor form or schedule), as adjusted for any amounts included on such line paid by the firm that are not charged or credited to all partners on a per partner or proportionate basis, for such years.” Stipulation exhibit P at 15-16.
The amendments have the practical effect of capping Abbott’s and Haley’s benefits at $50,000 per year and limiting the period of compensation to 10 years from the date of retirement of each. Stipulation at ¶27. Although the amendments were adopted in accordance with section 2.06(d) of the agreement, which allows the agreement to be amended with the consent of 75 percent of all partners, neither Abbott nor Haley consented to the adoption of the amendments. Stipulation exhibit P at 15; affidavit of Frank H. Abbott at ¶17. The plaintiffs filed a complaint in this matter on June 15,2000. The complaint asserts causes of action for breach of contract, promissory estoppel and breach of duty of good faith. The parties are represented by very able counsel who agreed upon stipulated facts for disposition of the motions.
DISCUSSION
The plaintiffs argue that the conditions set forth in article VII of the agreement constituted an offer to enter *231into a unilateral contract. By serving the firm for 25 years and thus satisfying the conditions of section 7.04 in the agreement, the plaintiffs assert that they completed the requisite performance in response to this offer, forming a unilateral contract under which their rights to the benefits were fully vested. Because vested unilateral contract rights cannot be modified, they reason, the amendments are ineffective as to the plaintiffs, and Schnader’s failure to pay the pre-amendment amounts is a breach of its contractual obligation. Plaintiffs’ summary judgment memorandum at 4-5, 8-9; N.T. at 25-26.7
Schnader, in contrast, counters that there “are no ‘vested benefits’ under the partnership agreement. Rather, there is only an expectation that Schnader will pay to retired partners benefit amounts that are calculated under the agreement.” Defendant’s summary judgment memorandum at 15. (emphasis added) Schnader offers several arguments to support this assertion. First, it emphasizes that the claimed benefits are not supported by a fund but instead derive from the firm’s income flow and are capped at 10 percent of the firm’s yearly profit. Schnader likewise emphasizes that section 2.06(d) of the agreement contained a broad amendment provision that would allow for the amendment of the article VII benefits after a partner has retired.8 Finally, Schnader asserts that nothing in contract law would render modification of the benefits improper. Id. at 15-17, 21; N.T. at 34-35.
*232It is with this final argument that Schnader comes closest to addressing the plaintiffs’ argument that, under accepted rules of contract analysis, their benefits could not be modified after they completed performance in response to the conditions set forth in article VII.9 Pennsylvania cases addressing the amendment provisions of partnership agreements are rare, while those treating benefit provisions in such agreements are non-existent, maMng this a case of first impression. Guidance in resolving this issue, therefore, must be sought in Pennsylvania cases focusing generally on analysis of unilateral contracts, as well as from relevant cases from other jurisdictions.
I. Plaintiffs’ Breach of Contract Claim Raises Issues of Law Ripe for Summary Judgment
Pa.R.C.P. 1035.2 allows a court to enter summary judgment “whenever there is no genuine issue of any material fact as to a necessary element of the cause of action.” A court must grant a motion for summary judgment when a non-moving party fails to “adduce sufficient evidence on an issue essential to his case and on which he bears the burden of proof such that a jury could return a verdict in his favor.” Ertel v. Patriot-News Co., 544 Pa. 93, 101-102, 674 A.2d 1038, 1042 (1996).
*233A successful breach of contract action requires “(1) the existence of a contract, including its essential terms, (2) a breach of a duty imposed by the contract and (3) resultant damages.” CoreStates Bank N.A. v. Cutillo, 723 A.2d 1053, 1058 (Pa. Super. 1999). (citation omitted)10 There are no issues of material fact regarding any of these elements here, as the parties have included all relevant documents and facts in the stipulation. Consequently, the summary judgment motions on the breach of contract action raise issues of law ripe for review.
II. Under Generally Accepted Principles of Contract Law, the Benefits Provisions of Article VII May Not Be Amended After Plaintiffs Performed the Required 25 Years of Service Where There Is No Explicit Reservation of the Right to Amend the Benefits After Performance
A. Principles of Unilateral Contracts Apply to the Benefits Provisions of Article VII
The plaintiffs first argue that the benefits provisions constitute an offer to enter into a unilateral contract. N.T. 25-26. Pennsylvania law defines a unilateral contract as “a contract wherein one party makes a promissory offer which calls for the other party to accept by rendering a performance.” Bauer v. Pottsville Area Emergency Medical Services Inc., 758 A.2d 1265, 1269 (Pa. Super. 2000).11 In First Home Savings Bank v. Nernberg, 436 *234Pa. Super. 377, 648 A.2d 9 (1994), the Pennsylvania Superior Court observed that “[ujnilateral contracts . .. are formed when one party makes a promise in exchange for the other party’s act or performance____Significantly, a unilateral contract is not formed and is, thus, unenforceable until such time as the offeree completes performance.” 436 Pa. Super. at 387, 648 A.2d at 14.12 A unilateral contract thus is formed, at the latest, when the offeree has performed completely.
Retirement benefit plans generally are regarded as unilateral contracts. See Kemmerer v. ICI Amers. Inc., 70 F.3d 281, 287 (3d Cir. 1995) (“[a] pension plan is a unilateral contract”); Conley v. Pitney Bowes, 34 F.3d 714, 717 (8th Cir. 1994) (“pension and benefit plans are typically characterized as being unilateral contracts”); Williams v. Cordis Corp., 30 F.3d 1429, 1432 (11th Cir. 1994) (“a pension plan is a unilateral contract which creates a vested right in those employees who accept the offer it contains by continuing in employment for the requisite number of years”).13 Here, if any type of con*235tract is to arise from the benefits provisions of the agreement, it is a unilateral contract: a partner has no obligation to fulfill the terms specified to section 7.04. Because the firm’s promise to pay benefits was conditioned on a partner performing in accordance with the specified terms, article VII may serve as the basis for a unilateral contract.
B. Article VII Is Properly Analyzed Separately Under Unilateral Contract Principles Because of Its Distinct Consideration
In arguing that article VII should be analyzed in terms of unilateral contract principles, the plaintiffs are implicitly suggesting that article VII may be analyzed independent of the rest of the agreement. If the signatories’ intent as to the unity of an agreement is unclear from the agreement’s language, Pennsylvania courts look to the apportionment of consideration. See Shields v. Hoffman, *236416 Pa. 48, 53, 204 A.2d 436, 438 (1964) (allowing separate treatment of a contract’s provisions where “the parties apportioned the consideration both as to subject matter and payment”); Heilwood Fuel Co. Inc. v. Manor Real Estate Co., 405 Pa. 319, 328-29, 175 A.2d 880, 884-85 (1961) (provisions of a contract must be treated separately where “the consideration is apportioned, either expressly or by necessary implication”). In this case, the consideration of 25 years of service required in article VII is tied to the benefits alone and has no bearing on any other part of the agreement. As a result, article VII may be examined separately from the rest of the agreement and under the rules applicable to unilateral contracts.
Citing Gladstone v. McHenry Medical Group, 553 N.E.2d 1174 (Ill. Ct. App. 1990), Schnader appears to argue that section VII may not be treated as independent of the rest of the agreement. The facts14 in Gladstone, however, are inapposite, even though it is the only case cited that addresses the effect of an amendment provision on retirement benefits provided in a partnership agreement. The contract at issue in Gladstone, in contrast to the Schnader agreement, provided for the payment of a 2 percent of each partner’s partnership income *237to two senior partners until they reached the age of 65 in consideration of their past efforts in creating the partnership. The Schnader agreement differs markedly since it required the future performance of 25 years of service as a prerequisite for the retirement benefits.
In analyzing the agreement in Gladstone, the Illinois Appellate Court concluded, inter alia, that the benefits provision should not be analyzed separately, seemingly in part because the consideration for these special retirement benefits was past performance, rendering that portion of the agreement unenforceable:
“Generally, if the alleged consideration for a promise has been conferred prior to the promise upon which alleged agreement is based, there is no valid contract. Section S-2(c) explicitly states that the reason for the payment provision was the plaintiff’s efforts prior to the establishment of the partnership agreement on November 1, 1960. None of the defendant doctors were partners prior to that date, and, thus, the efforts cited by plaintiff in section S-2(c) occurred prior to any promise or agreement by the partners.” 553 N.E.2d at 1180. In contrast to the contract at issue in Gladstone, article VII includes consideration separate from the rest of the agreement, allowing it to be treated as an independent unilateral contract.
C. Under Pennsylvania Law, Retirement Payment Obligations Vest Upon Completion of Performance
Pennsylvania courts have established a number of basic principles to be used when interpreting a contract:
“The intent of the parties to a written contract is deemed to be embodied in the writing itself, and when *238the words are clear and unambiguous the intent is to be gleaned exclusively from the express language of the agreement. . . . Indeed, ‘the focus of interpretation is upon the terms of the agreement as manifestly expressed, rather than as, perhaps, silently intended.’ ” Delaware Cty. v. Delaware Cty. Prison Employees Independent Union, 552 Pa. 184, 189, 713 A.2d 1135, 1137 (1998). (citations omitted) (emphasis in original)
The plaintiffs contend that Pennsylvania contract law imposes an obligation to pay the retirement benefits once the right to receive the benefits has vested. This finds support under the general principle “that in Pennsylvania pensions are viewed as contractual rights.” Bilec v. Auburn & Associates Inc. Pension Trust, 403 Pa. Super. 176, 183, 588 A.2d 538, 541 (1991).
To support their argument, the plaintiffs rely primarily on two cases dealing with vesting of public and private retirement payment obligations: Retirement Board of Allegheny County v. McGovern, 316 Pa. 161, 174 A. 400 (1934), and David v. Veitscher Magnesitwerke Actien Gesellschaft, 348 Pa. 335, 35 A.2d 346 (1944). In McGovern, the Pennsylvania Supreme Court emphasized that, in the public sector, retirement payments became vested once an employee had completed the requisite performance:15
*239“Until an employee has earned his retirement pay, or until the time arrives when he may retire, his retirement pay is but an inchoate right; but when the conditions are satisfied, at that time retirement pay becomes a vested right of which the person entitled thereto cannot be deprived: it has ripened into a full contractual obligation.” 316 Pa. at 169, 174 A. at 404-405 (citing Lynch v. United States, 292 U.S. 571 (1934)).
The Pennsylvania Supreme Court subsequently extended the principles of retirement payment obligations to employment contracts of private employers in David. There, the court once again concluded that contractual pension rights became vested and could not be abrogated by laws passed after completion of performance.16 Applying McGovern and David, the plaintiffs argue that article VII required Schnader to pay the plaintiffs their benefits as they were calculated at the time their right to the benefits had vested.
The principles outlined in McGovern and David have been embraced more recently by Pennsylvania courts in cases cited by neither party. In Thelin v. Borough of Warren, 118 Pa. Commw. 336, 338, 544 A.2d 1135, 1136 (1988), for example, the Commonwealth Court held that “[a]n employee’s pension rights vest when he or she has *240satisfied all prerequisites under the plan.”17 See also, Bilec, 403 Pa. Super. 176, 189, 588 A.2d 538, 544 (1991) (once an employee fulfilled both pension plan length of service and age requirements, his benefits vested); Nelson v. Western Beaver County School District, 89 Pa. Commw. 126, 129, 491 A.2d 964, 965 (1985) (“[a]t the time that... employees satisfy the conditions, the right to retirement benefits has vested and cannot be denied”); Boyd v. Operating Engineers Welfare Fund of Eastern PA and Delaware, 193 Pa. Super. 438, 443, 165 A.2d 289, 292 (1960) (trustees of union welfare fund could not limit payment of benefits retroactively).18 This precedent thus complements the view that article VII was an offer and that the plaintiffs’ right to receive the benefits vested as soon as they had completed performance.19
*241Schnader attempts to counter the plaintiffs’ vesting argument in three ways. First, it argues, most of the plaintiffs’ Pennsylvania cases involve the contribution of money into a fund. Here, in contrast, the plaintiffs have made no financial contribution in exchange for the benefits. Defendant’s summary judgment memorandum at 15-16. Second, Schnader points out that none of the cases cited by the plaintiffs involves a partnership, where the relationship differs significantly from an employer-employee relationship. Third, Schnader seems to argue that the Pennsylvania cases do not specify the breadth of the amendment provision relied on or, in some cases, whether the benefit plan included an amendment provision at all, rendering them distinguishable from the instant case.20
*242Schnader’s distinction based on financial contributions is unpersuasive based on the clear language of the agreement. Schnader argues, for instance, that any entitlement to benefits must be determined “by examining the relevant contract documents on which the claim for benefits is based.” Defendant’s response memorandum at 4. The agreement states unambiguously that a retired partner is “entitled” to full benefits upon completion of 25 years of service, without any mention of a fund or payments as a condition for the benefits. In addition, Pennsylvania courts treat pension contracts no differently from any other contract, thus making a distinction based on the relationship between the parties involved largely irrelevant. See e.g., Lowe v. Jones, 414 Pa. 466, 200 A.2d 880 (1964) (looking to pension plan terms to reject action of foreign attachment); Bilec, 403 Pa. Super. at 183, 588 A.2d at 541 (“pensions are viewed as contractual rights”); Levitt v. Billy Penn Corp., 219 Pa. Super. 499, 503, 283 A.2d 873, 875 (1971) (examining pension plan to define the limits of the trustees’ power).21
*243D. Pennsylvania Courts Have Not Addressed the Effect of a Reservation of a Right to Amend a Benefits Provision in a Partnership Agreement
The issue of the reservation of the right to amend, however, is a significant distinction that has not been addressed by Pennsylvania courts.22 Conceptually, it is linked to the issue of when an offer to enter into a unilateral contract can be terminated or revoked. Generally, an offer to enter into a unilateral contract can be terminated only by “(1) a counter-offer by the offeree; (2) a lapse of time; (3) a revocation by the offeror; or (4) death or incapacity of either party.” First Home Savings Bank, 436 Pa. Super. at 388-89, 648 A.2d at 15 (citing, inter alia, Vaskie v. West American Insurance Co., 383 Pa. Super. 76, 81, 556 A.2d 436, 438 (1989) and Restatement (Second) of Contracts §§36, 41 (1981)). There is, however, no case law on when a revocation, or, as here, a modification, must be made to be valid and, more specifically, whether it is valid after performance has been *244completed. It is therefore necessary to look to cases from other jurisdictions for guidance to determine when the retirement benefits provisions in an agreement can be amended or modified pursuant to a general amendment provision.
E. Courts in Other Jurisdictions Have Taken Three
Approaches to Benefit Plans or Agreements That Contain Amendment Provisions
Courts in other jurisdictions have taken three different approaches to benefit plans that include amendment provisions:
“Amendment provision controls: A reservation of the right to amend a promise of benefits effectively vitiates the promise by rendering it illusory. As a result, the offeree’s performance cannot result in a unilateral contract, and the contractual right to receive benefits does not vest.
“Benefits provision controls: A promise of benefits cannot be negated by a reservation of the right to amend. Thus, the promise constitutes a promise not subject to amendment provisions elsewhere in the agreement, and the offeree’s rights vest upon full performance.
“Benefits provision controls unless explicit reservation (Kemmerer approach): In general, a promise to pay retirement benefits trumps a general provision reserving the right to amend at any time. However, if the reservation of the right to amend after performance is explicit, there is no binding offer, and the offeree has no vested right to receive benefits.”
*2451. Amendment provision controls
Under one approach, a reservation of the right to amend an agreement dominates over the promise of benefits and prevents the contractual right to receive benefits from vesting.23 While this approach may seem severe, it is founded on the goal of encouraging employee benefit plans and the fear that “[e]xcessive restrictions on the ability of employers to make plan changes will encourage employers to eliminate the plans completely.” Daniel M. Nimtz, ERISA Plan Changes, 75 Denv. U. L. Rev. 891, 927 (1998). See also, Peter M. Van Zante, Mandated Vesting: Suppression of Mandatory Retirement Benefits, 75 Notre Dame L. Rev. 125 (1999) (arguing against mandated vesting of ERISA retirement benefits). *246A line of cases addressing benefit plans has recognized this approach, although few have adopted it unequivocally.24
2. Benefits provision controls
Under a second approach, the right to retirement benefits vests upon complete performance and prevents the *247modification of the benefits’ terms thereafter. As noted by the First Circuit in McGrath v. Rhode Island Retirement Board, 88 F.3d 12 (1st Cir. 1998), “the principle that reserving the] power to revoke means that there is no offer and no contract has not been applied consistently.” 88 F.3d at 18. Indeed, in a number of cases, courts have deviated significantly from the no offer/no vesting rule:
“[W]hether a retirement plan is contributory or noncontributory and even though the employer has reserved the right to amend or terminate the plan, once an employee, who has accepted employment under such plan, has complied with all the conditions entitling him to participate in such plan, his rights become vested and the employer cannot divest the employee of his rights thereunder.” Cantor v. Berkshire Life Ins. Co., 171 N.E.2d 518, 522 (Ohio 1960). (emphasis added)25 A review of *248relevant cases led the McGrath court to the following conclusion:
“[0]nce an employee fulfills the service requirements entitling him or her to retirement benefits under a pension plan, the employee acquires a contractual right to those benefits, and the employer cannot abridge that right despite its aboriginal reservation of a power to effect unilateral amendments or to terminate the plan outright.” 88 F.3d at 18-19 (calling this “an emergent common-law rule”).
3. Benefits provision controls unless explicit reservation
Both of these approaches, however, are flawed. Neither takes into account the specific language of the amendment or benefits provision in the specific agreement in question. Moreover, both imply extreme consequences: the first could serve to nullify retirement ben*249efits in spite of the recipient’s completed performance and reasonable expectation that his/her benefits were secure. The second, in turn, would invalidate amendment provisions in retirement plans, regardless of their specificity or prominence, thereby depriving the partnership or plan provider of desirable flexibility.
Fortunately, a third, more moderate approach has been suggested by the Third Circuit in Kemmerer v. ICI Americas Inc., 70 F.3d 281 (3d Cir. 1995): “even when a plan reserves to the sponsor an explicit right to terminate the plan, acceptance by performance closes that door under unilateral contract principles (unless an explicit right to terminate or amend after the participants’ performance is reserved).” 70 F.3d at 287-88. (emphasis added)26 The Third Circuit reached this conclusion and determined a benefits provider’s right to terminate by focusing on principles of unilateral contracts and “by construing the terms of the plan itself.” 70 F.3d at 288. (emphasis added) In addition, the Kemmerer court made specific reference to and use of Pennsylvania principles of contract interpretation, including the plain meaning rule. 70 F.3d at 289. Other cases have followed Kemmerer’s holding.27
*250The principles embraced in Kemmerer best comport with Pennsylvania precedent focusing on the terms of the contract under which the right to receive the pension arises. Moreover, the reasoning supporting the Kemmerer rule is convincing. On the one hand, it allows freedom to amend retirement benefits after a beneficiary or partner retires, so long as the agreement contains specific language that benefit provisions may be amended even after performance has been completed. In addition, it protects those who have retired from being deprived of *251the pension on which they were depending, unless the amendment provision makes it sufficiently plain that any such reliance was unwarranted.28 Based on the foregoing, the plaintiffs’ right to receive the benefits has vested unless the firm explicitly reserved the right to amend the benefits provisions after the plaintiffs had fully performed.
F. Under the Kemmerer Test, Article VII May Not Be Amended Because the Agreement Lacks a Specific Reservation of the Right to Amend Retirement Benefits Where Performance Has Been Completed
A review of the agreement reveals no reservation that meets the requirements of Kemmerer. While the right to amend set forth in section 2.06(d) is broad and unambiguous, there is no explicit mention of the benefits provision, let alone the right to modify benefits after a partner has retired and completed 25 years of service. The absence of an explicit reservation can be contrasted with the repeated and explicit use of strong promissory language throughout article VII that a retired partner “shall receive” and is “entitled” to the benefits.29 Thus, the benefits provisions constituted an offer, and the plaintiffs’ right to receive their benefits vests upon full compliance with the offer’s terms.
*252The particular facts presented by Schnader as to the agreement’s history do not alter this result. For example, Schnader claims exceptions to section 2.06(d) have been carved out explicitly, such as the requirement in the original agreement that amendments to death benefits provision for Bernard G. Segal required his approval. Stipulation exhibit B §2.06(e). Thus, Schnader maintains, the right of any partner or group thereof to block amendments has been spelled out explicitly in the past, and the absence of a provision requiring the approval of retired partners for changes to their benefits makes such approval unnecessary.
Schnader also asserts that it has been understood throughout the agreement’s history that the agreement could be amended to reduce benefits and alter payments to retired partners.30 This history, Schnader submits, establishes the precedent of limiting the rights available to *253retired partners after the partners in question have already retired.
These arguments are ultimately unpersuasive. While the Segal provision and the other amendments illustrate the general application of section 2.06(d), the issue is not whether an amendment provision is generally applicable to other parts of the agreement. Rather, the key question under the Kemmerer test is whether the amending party can meet its burden of showing an explicit reservation of the right to amend benefits provisions where performance has been completed.
Moreover, the details of the amendments to the agreement are not particularly significant. The 1993 amendment, for example, made no change in substantive rights of retired partners. The alteration affected only the default period for repayment of capital, and under the pre- and post-amendment versions, the period could be extended or shortened by the firm’s executive committee. Similarly, the 1997 amendment had no impact on previously retired partners, as it affected only those partners who retire after the amendment’s enactment and limited pre1997 retired partners to the benefits they would have received prior to the amendment. While these facts may show that the plaintiffs were aware of section 2.06(d), they do not constitute an explicit reservation of the right to amend article YII after the conditions in section 7.04 have been satisfied.
Of the provisions cited, only the 1995 amendments can be said to have had an effect on partners who had already retired. However, most of the changes made in those amendments affected the retired partner’s support staff and nominal relation to the firm. In addition, there *254is no indication that the limitation on participation in benefit programs or the move to a K-l-based calculation had any practical effect. Thus, Schnader’s extensive discussion of amendments to the agreement is not persuasive, and, because the examples Schnader cites do not address whether it explicitly reserved the right to modify article VII, they are not relevant.
For all of these reasons, the court concludes that once Abbot and Haley completed the requisite 25 years of service, their retirement benefits could not be amended pursuant to section 2.06(e) because it did not explicitly reserve the right to amend such benefits.
G. Because the Plaintiffs Completed the Performance Required by Article VII, Schnader Had a Contractual Duty To Pay Their Retirement Benefits
There is no dispute that Abbott complied with the terms of section 7.04 prior to the enactment of the amendments. By the end of 1974, Abbott had given 25 calendar years of service to the firm. Stipulation at ¶1. At that point, his rights to the benefits vested.
In Haley’s case, Schnader asserts that performance of section 7.04’s terms was not completed prior to December 1999 because he and Schnader had agreed to a year of extended service through 1999. Id. at ¶24. However, section 7.04 imposes no requirement that a partner retire before becoming eligible for the benefits. Rather, the only condition for receiving the benefits is 25 years of service to the firm.31 Haley completed his performance of *255this requirement in 1984, 15 years before the amendments were adopted. Id. at 2. As a result, Haley satisfied the requirements for receiving the benefits in 1984.
Prior to the amendment’s enactment, section 7.04 required Schnader to pay Haley retirement benefits at an annual rate of $91,990.96 effective January 1, 2000. Stipulation at ¶26. This was to increase to an annual rate of $94,509.67 on March 31, 2000. Id. Abbott, in turn, was entitled to the corresponding amounts of $91,745.76 and $94,257.76. Stipulation a.tf23. As discussed at length supra, the amendments are ineffective as to Haley’s and Abbott’s benefits, and Schnader had a duty to make the full pre-amendment payments.
H. Because Schnader Breached Its Duty to Pay the Plaintiffs Their Full Benefits, Resulting in Damage to the Plaintiffs, the Plaintiffs’ Motion Must Be Granted and Schnader’s Motion Denied
Schnader has failed to comply with its duty under the agreement to make retirement payments to the plaintiffs in the full pre-amendments amounts. Since January 1, 2000, Haley and Abbott have been receiving benefits at an annual rate of $50,000, below the rate to which they are entitled. Stipulation at ¶27. Thus, Schnader has breached its duty to pay the benefits arising out of the agreement.
Schnader’s breach has undoubtedly caused the plaintiffs damage, as the plaintiffs have received less than the amount of benefits to which they were entitled. The plain*256tiffs therefore have satisfied all the elements necessary for a breach of contract claim, requiring that their motion be granted and Schnader’s motion be denied.
CONCLUSION
Because the agreement does not explicitly reserve Schnader’s right to amend the benefits provisions after a partner has fully performed, the plaintiff’s rights to their benefits have vested and cannot be modified unilaterally. Schnader’s failure to comply with its obligation to pay the plaintiffs’ full benefits is a breach of its duty under the agreement and has caused the plaintiffs damage. Accordingly, the plaintiffs’ motion is granted and Schnader’s motion is denied.
ORDER
And now, February 28, 2001, upon consideration of the parties’ motions for summary judgment in the above captioned matter, all responses thereto, the stipulation and oral arguments made by the parties on January 8, 2001 and in accordance with the opinion being filed contemporaneously with this order, it is hereby ordered and decreed that the plaintiffs’ motion is granted and the defendant’s motion is denied. The defendant is directed to pay plaintiffs all amounts that they would have been paid under article VII of the 1984 partnership agreement as calculated prior to the December 23, 1999 amendments and to continue to make future payments pursuant to the terms of that agreement as it existed prior to the December 23, 1999 amendments.